United States District Court, D. Colorado
FOR THE UNITED STATES OF AMERICA JOHN C. CRUDEN Assistant Attorney General Environment and Natural Resources Division U.S. Department of Justice JEREL (“JERRY”) ELLINGTON MARK C. ELMER Senior Counsel U.S. Department of Justice Environmental Enforcement Section
OF COUNSEL: VIRGINIA SORRELL Air Enforcement Division Office of Civil Enforcement U.S. Environmental Protection Agency
FOR THE STATE OF COLORADO, ON BEHALF OF THE COLORADO DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT CYNTHIA COFFMAN Attorney General State of Colorado THOMAS A. ROAN First Assistant Attorney General Air Quality Unit Natural Resources and Environment Section Department of Law Ralph L. Carr Colorado Judicial Center
FOR NOBLE ENERGY, INC. DENEE A. DILUIGI Counsel Noble Energy, Inc.
FOR BAYSWATER EXPLORATION & PRODUCTION, LLC / BAYSWATER BLENHEIM HOLDINGS, LLC / BAYSWATER BLENHEIM HOLDINGS II, LLC STEPHEN M. STRUNA President Bayswater Exploration & Production, LLC
BAYSWATER AGENT FOR SERVICE OF PROCESS: STEPHEN MICHAEL STRUNA
MODIFICATION OF CONSENT DECREE TO SUBSTITUTE PARTIES AS TO CERTAIN CONSENT DECREE REQUIREMENTS
R. BROOKE JACKSON UNITED STATES DISTRICT JUDGE
WHEREAS, the United States of America (“United States”), the State of Colorado (the “State”), and Noble Energy, Inc. (“Noble”) are parties to the Consent Decree that was approved and entered by the Court on June 2, 2015 (Doc. Nos. 15 & 16);
WHEREAS, on October 29, 2015, Noble and Bayswater Exploration & Production LLC, Bayswater Blenheim Holdings LLC, and Bayswater Blenheim Holdings II, LLC (hereinafter “Bayswater”) executed a Purchase and Sale Agreement (“PSA”) whereby Bayswater agreed, inter alia, to acquire seven of the more than 2, 000 Tank Systems (and associated well production assets) subject to the Consent Decree as of the closing date of December 31, 2015, which was extended until on or before February 1, 2016 (hereinafter, the “Closing Date”). The seven Tank Systems subject to the PSA are listed in Attachment 1 titled “Bayswater Appendix A” (these seven Tank Systems, and all associated well production assets, shall be referenced hereinafter as the “Seven Tank Systems”);
WHEREAS, pursuant to Paragraph 108 of the Consent Decree, Noble advised Bayswater of the existence of this Consent Decree and provided notice of the sale to the United States and the State;
WHEREAS, Paragraph 109 of the Consent Decree provides that prior to the transfer of the Seven Tank Systems to Bayswater the Consent Decree must be modified to make Bayswater a party to the Consent Decree and jointly and severally liable with Noble for all requirements of the Consent Decree applicable to the purchased Tank Systems or associated well production assets, Paragraph 111 of the Consent Decree provides that the Parties may agree to modify the Consent Decree to relieve Noble of its liability for, and make Bayswater solely responsible for, all obligations and liabilities applicable to the purchased or transferred assets, and Paragraph 115 of the Consent Decree provides that the Parties may modify terms of the Consent Decree by a written agreement, subject to the Court’s approval with respect to any material changes;
WHEREAS, as shown on the Corrected Appendix A (December 29, 2015), Doc. No. 17, of the Seven Tank Systems, four are listed as having Actual Uncontrolled VOC Emissions < 50 TPY and ≥ 6 TPY, and three are listed as having Actual Uncontrolled VOC Emissions < 6 TPY. The Tank Pressure Monitoring Requirements provided by Paragraph 21 of the Consent Decree, applicable respectively to 10% and 2% of the total number of Tank Systems within these two groupings, are therefore inapposite to the Seven Tank Systems being purchased by Bayswater;
WHEREAS, pursuant to Paragraphs 109 and 115 of the Consent Decree the Court’s approval of this ...